Companies.

Directors and Managers.

138. (1) Every company registered after the commence-ment of this Ordinance shall have at least two directors.

(2) This section shall not apply to a private company.

[CAP. 32

Number of 19 & 20 Geo. 5,

directors.

c. 23, s. 139.

on appoint-

ment or

advertise-

ment of director.

19 & 20 Geo. 5, c. 23, s. 140.

139. (1) A person shall not be capable of being

Restrictions

appointed director of a company by the articles, and shall not be named as a director or proposed director of a com-pany in a prospectus issued by or on behalf of the com-pany, or as proposed director of an intended company in a prospectus issued in relation to that intended company, or in a statement in lieu of prospectus delivered to the Registrar by or on behalf of a company, unless, before the registration of the articles or the publication of the prospectus, or the delivery of the statement in lieu of pros-pectus, as the case may be, he has by himself or by his agent authorized in writing-

(a) signed and delivered to the Registrar for registra-tion a consent in writing to act as such director;

and

(b) either-

(i) signed the memorandum for a number of shares not less than his qualification, if any; or

(ii) taken from the company and paid or agreed to pay for his qualification share, if any; or

(iii) signed and delivered to the Registrar for registration an undertaking in writing to take from the company and pay for his qualification shares, if any; or

(iv) made and delivered to the Registrar for registration a statutory declaration to the effect that a number of shares, not less than his qualification, if any, are registered in his name.

(2) Where a person has signed and delivered as afore-said an undertaking to take and pay for his qualification shares, he shall, as regards those shares, be in the same position as if he had signed the memorandum for that number of shares.

(3) On the application for registration of the memoran-dum and articles of a company the applicant shall deliver to the Registrar a list of the persons who have consented

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